Current Independent Lead Director Charles Ledsinger has been appointed as Independent Non-Executive Chairman effective immediately. Otis - a target of activist investors for some time - will stay on as CEO until Dec. 31 of this year or when a replacement can be found. whichever comes earlier.

In other governance changes, the board expects to nominate nine of its independet directors for election, leaving three spots for nominees proposed by Starboard Value. The board has also begun settlement discussions with Starboard over the pending proxy contest.